OPP.L Regulatory News (OPP)

20 Sep 2007 07:01

Origo Sino-India PLC20 September 2007 20 September 2007 Origo Sino-India Plc Interim results for the six months ended 30 June 2007 Origo Sino-India Plc (AIM:OSI) ('Origo' or the 'Company), the investment andstrategic advisory company focused on the private equity markets of China andIndia, is pleased to announce its interim results for the six months ended 30June 2007. Highlights: • The revenue for the period ended 30 June 2007 was £506,000 with a loss before tax of £261,000, compared to zero revenue and a loss before tax of £414,000 for the same period of 2006 (unconsolidated). • Basic loss per share decreased by 88% to 0.38 pence (June 2006: 3.14 pence), based on 69,036,619 the weighted average number of shares. • Investments and Divestments - The Group deployed a total of US$10 million in consideration for equity interest in seven portfolio companies during the course of the relevant period, including equity-linked bridge-loans to existing portfolio companies to fuel further growth. - The Group recorded one divestment, executing a transfer of 30% shareholding in M-Ikon in consideration for a 3% stake in Fans Media Ltd. The transaction re-valued AVL original cash-investment of £2,900 as a realised gain of £179,000. Chris Rynning, Chief Executive of Origo, said: "I am pleased to report bothhealthy financial developments in the first half for 2007 and that the Group hasdelivered on the investment promises that were made in our initial publicoffering in 2006. Our focus now is turning to growing and realising ourportfolio holdings." Further information: Origo Sino-India Plc Chris Rynning +86 1390 124 6417 chris@origoplc.com Nomad and broker:Seymour Pierce John Depasquale +44 (0) 20 7107 8000 Media enquiries:Capital MS&L Peter Curtain / James Madsen +44 (0) 20 7307 5330 james.madsen@capitalmsl.com Chairman's statement In the first half of 2007, Origo successfully strengthened its position as aprivate equity investment and advisory group focused on China and India, and theGroup remains well placed to continue to leverage the significant growthopportunities and synergies presented by these two rapidly emerging markets. Our investments business saw an active start to the year. The Group closed fournew investments and three follow-on investments, committing in total US$10million. Significant deals with Fomento International Ltd, one of India'sleading iron ore producers, and Roshini International Bio Energy CorporationLtd, a pioneer in the production of non-edible bio-fuels, reflected a firm-widestrategic effort to expand our expertise and capabilities in the naturalresources and energy sectors. Our advisory practice delivered a solidperformance underlining the success of our dual business model of providingprivate equity investments and consultancy service. In the preparation of the interim accounts, the new investments made in 2007have been designated as fair value through profit and loss, which the directorsconsider will result in more reliable and relevant information about the effectsof transactions, other events and conditions on the group's financial position,financial performance and cash-flows. Any gain and losses which arise fromchanges in fair value in these investments will therefore be included in theincome statement in line with IAS 39. Lou Lin stepped down as the Finance Director of the Group for personal reasonsin July 2007. He will continue to serve as an advisor to the Group. NiklasPonnert, previously a Managing Director of the Group, assumed hisresponsibilities, including joining the Board of Directors. With an intimateknowledge of Origo's business and portfolio, we are confident Niklas will make apositive impact in his new position. With a strong pipeline of investment opportunities and a healthy stream of newtransaction support engagements, we believe the Group is positioned for anexciting year. Wang Chao Yong Chief Executive's statement I am pleased to report both healthy financial developments in the first half for2007 and that the Group has delivered on the investment promises that were madein our initial public offering in 2006. The revenue for the period was £506,000, compared to zero revenue for the sameperiod of 2006. The loss before tax of £261,000, compared to £414,000 the lastyear, representing a decrease of 37%. The Group completed seven investments during the first six months of 2007 with atotal commitment of US$10 million, most importantly, we closed one of thecorner-stone deals announced prior to our IPO, namely the US$7 millioninvestment for a 2% stake in Rising Technology, China's leading anti-virussoftware and security vendor. We further added three new companies to ourportfolio: Fans Media (online web 2.0 portal); Possibility Space (online MMORPGdeveloper) and Silvertone (digital media), as well as extended convertible notesto three existing portfolio companies: Spiced Bits (mobile game development),ISAK (furniture), and Dragon Ports (Outsourcing, QA testing). The Group alsoannounced the intent to enter into several joint venture operations in the ironore and natural resource sector with Fomento International, one of India'slargest privately held Iron-ore producers. The Group recorded one divestment, executing a transfer of our 30% shareholdingin M-Ikon Ltd in consideration for a 3% stake in Fans Media Ltd. Thetransaction re-valued the original cash-investment of £2,900 as a realised gainof £179,000. In July, we assumed a minority stake in Bach Technology (music search engine).In August, we announced two deals: a US$10 million investment in forapproximately 3% of Fomento International and a US$2 million convertible loan toRoshini International Bio Energy Corp Ltd. Our focus now is turning to growing and realising our portfolio holdings. Chris Andre Rynning UNAUDITED CONSOLIDATED INCOME STATEMENTFor the six months ended 30 June 2007 Note (Unaudited) (Unaudited) (Audited) 6 months to 6 months to Year ended 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000 Revenue 506 - 42Cost of sales (130) - (26) Gross profit 376 - 16Distribution costs (22) - (1) Impairment of goodwill - - (4,795)Share based payments (258) - (1,043)AIM flotation fees - - (1,184)Other administrative expenses 4 (726) (419) (398) Total administrative expenses (984) (419) (7,420) Loss from operations (630) (419) (7,405) Finance costs (51) - (4)Share of profits/(losses) of associates/joint 32 - (1)venturesOther gain or losses 183 - -Finance income 205 5 12 Loss before and after tax (261) (414) (7,398) Attributable to:- Equity holders of the parent (261) (414) (7,398) (261) (414) (7,398) Basic and diluted loss per ordinary share 10 (0.38) (3.14) (22.90)(pence) UNAUDITED CONSOLIDATED STATEMENT OF RECOGNISED INCOME AND EXPENSEFor the six months ended 30 June 2007 Note (Unaudited) (Unaudited) (Audited) 6 months to 6 months to Year ended 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000 Loss for the year (261) (414) (7,398) Total recognised income and expense for the year (261) (414) (7,398) Attributable to: - Equity holders of the parent (261) (414) (7,398) (261) (414) (7,398) UNAUDITED CONSOLIDATED BALANCE SHEETAs at 30 June 2007 Assets Note (Unaudited) (Unaudited) (Audited) 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000Non-current assetsProperty, plant and equipment 14 - 12Investments in associates (equity accounted) 8 19 - 26Investments (fair value through profit and 8 5,019 - -loss)Loan investments 8 83 - -Available for sale investments 6 130 - 132 5,265 - 170 Current assetsInventories 11 - -Trade and other receivables 5 769 28 2,996Cash and cash equivalents 7,678 892 9,175 8,458 920 12,171 Total assets 13,723 920 12,341 Current liabilitiesTrade and other payables 7 231 - 880 231 - 880 Total liabilities 231 - 880 Total net assets 13,492 920 11,461 Equity attributable to equity holders of thecompanyShare capital 9 7 3 7Share premium reserve 9,032 1,030 6,998Share based payment reserve 1,301 301 1,043Retained earnings (7,659) (414) (7,398)Merger reserve 4,649 - 4,649Warrant reserve 6,162 - 6,162 Total equity 11 13,492 920 11,461 Total equity and liabilities 13,723 920 12,341 UNAUDITED CONSOLIDATED CASH FLOW STATEMENTFor the six months ended 30 June 2007 (Unaudited) (Unaudited) (Audited) 6 months to 6 months to Year ended 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000 Net loss from operating activities (261) (414) (7,398) Adjustments for: Depreciation 1 - 2 Share-based payment 258 301 1,043 Share of results from associates (135) - 1 Foreign exchange losses (76) - - Impairment of goodwill - - 4,795 Finance income (205) (5) (12) Finance costs 5 - 4 Operating loss before changes in working capital and provisions (413) (118) (1,565) (Increase) in trade and other receivables (97) (28) (5) (Increase) in inventories (11) - - (Decrease) in trade and other payables (1,172) - 349 Cash outflow from operations (1,693) (146) (1,221) Finance cost paid (5) - (4) Net cash outflow from operating activities (1,698) (146) (1,225) Investing activities Investments during the period (2,867) - - Acquisition of subsidiary, net of cash acquired - - 106 Purchases of property, plant and equipment (3) - (9) Finance income received 205 5 12 (2,665) 5 109 Financing activities Proceeds from issue of ordinary shares 2,865 1,033 10,291 (Decrease)/Increase in cash and cash equivalents (1,498) 892 9,175 Cash and cash equivalents at beginning of period 9,175 - - Cash and cash equivalents at end of period 7,677 892 9,175 NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS 1. General Information Origo Sino-India Plc (the "company") is a public limited company incorporated inthe Isle of Man on 31 March 2006. It was admitted to AIM on 21 December 2006. The interim consolidated financial statements ("the financial statements") forOrigo Sino-India Plc and its subsidiaries (the "Group") have been prepared forthe period from 1 January 2007 to 30 June 2007. The financial statements are presented in £. 2. Basis Of Preparation The interim statement has been prepared on the basis of the accounting policiesset out in the annual report and financial statements for the period ended 31December 2006 and in accordance with those accounting policies expected to befollowed in the year end financial statements. The Group has chosen not to adoptIAS 34 'Interim Financial Statements' in preparing the interim statement sincethe adoption of this standard is not mandatory. The financial information contained in this interim statement does not amount tostatutory financial statements within the meaning of section 2 of the Isle ofMan Companies Act 1982. The financial statements for the period ended 31December 2006 were prepared under IFRS. The report of the auditors wasunqualified and did not contain a statement under section 15.4 (a) - (b) of theIsle of Man Companies Act 1982. The interim financial statements were approvedby the Board of Directors on 14 September 2007. 3. Segmental Analysis For the six months ended 30 June 2007 Isle of Man Mauritius Malaysia China Other Total £'000 £'000 £'000 £'000 £'000 £'000RevenueExternal 357 - 1 41 107 506Finance income 205 - - - - 205 ExpensesCost of sales - - (1) (44) (84) (129)Continuing operations (756) (11) (62) (112) (65) (1,006)Finance costs (47) - (1) (2) (2) (52) OtherShare of associate result - - 32 - - 32Other gain or losses - - 183 - - 183 Total profit/(loss) before taxation (241) (11) 152 (117) (44) (261) Balance sheetAssets 12,889 7 412 214 201 13,723(Liabilities) (170) (2) (36) (10) (13) (231) Net assets 12,719 5 376 204 188 13,492 3. Segmental Analysis (Continued) For the six months ended 30 June 2007 Isle of Man Mauritius Malaysia China Other Total £'000 £'000 £'000 £'000 £'000 £'000RevenueExternal - - - - - -Finance income 5 - - - - 5 ExpensesContinuing operations (419) - - - - (419) Total profit/(loss) before taxation (414) - - - - (414) Balance sheetAssets 920 - - - - 920(Liabilities) - - - - - - Net assets 920 - - - - 920 4. Administrative Expense 6 months to 6 months to Year ended 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000 Directors' Fees 64 - 88Impairment of goodwill - - 4,795Share-based payments 258 301 1,043AIM flotation fees - - 1,184Other Expenses 662 118 310 Total 984 419 7,420 5. Trade and Other Receivables 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000 Trade debtors 210 - 58Other debtors 547 28 2,929Prepayments 12 - 9 Total 769 28 2,996 6. Other Financial Assets 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000 Available-for-sale investments 130 - 132 Total 130 - 132 Available for sale investments comprise a 0.46% investment in Boonty SA. The above investment is stated at cost at it is not quoted in an active marketand its fair value cannot be reliably measured. 7. Trade and Other Payables 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000 Trade payables 7 - -Other payables 224 - 880 Total 231 - 880 8. Group Investments 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000Associates Investments in associates (equity accounted) 26 - - Total opening balance 26 - - Analysis of movement during the year:Amounts written off investments (equity (4) - 26accounted)Disposal of investments (equity accounted) (3) - - Total closing balance 19 - 26 In June 2007, Origo Sino-India Plc executed a transfer of 30% shareholding inM-Ikon in consideration for a 3% stake in Fans Media Ltd. The transactionre-valued AVL original cash-investment of £2,900 as a realised gain of £179,000. 8. Group Investments (Continued) 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000Investments (fair value through profit and loss) Analysis of movement during the year:Addition of investments (fair value through profitand loss) Rising Technology Corporation Limited 3,565 - - Possibility Space Incorporation 255 - - Fans Media Co., Ltd 1,199 - - Total closing balance 5,019 - - Investments are classified as assets at fair value through profit and loss andare measured at subsequent reporting dates at fair value. In January 2007, Origo Sino-India Plc announced its investment of a £3.57million equity investment in Rising Technology Corporation Limited. On 17January 2007, Origo Sino-India Plc issued a total of 4,068,140 ordinary sharesin connection with the equity component consideration for the investment in it. In February 2007, Origo Sino-India Plc announced its agreement to invest up to£756,000 in Possibility Space Incorporated. £255,000 has been executed as of 30June 2007. In June 2007, Origo Sino-India Plc has completed a £1.2 million equityinvestment in Fans Media Company Limited and executed a transfer of 30%shareholding in M-Ikon in consideration for a 3% stake in Fans Media Ltd. 8. Group Investments (Continued) 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000 Loan Investments Loan investments - - - Total opening balance - - - Analysis of movement during the year:Addition of convertible loans: Spiced Bits Limited 41 - - Dragon Ports Limited 42 - - Total closing balance 83 - - In March 2007, an additional convertible loan of £35,000 was extended to SpicedBits Limited. Origo Sino India Plc issued additional convertible notes up to the value of£50,500 in favour of Dragon Ports Limited, in which £34,000 has been paid up asof 30 June 2007. 9. Share Capital 30 June 30 June 2007 2006 £'000 £'000Authorised500,000,000 Ordinary shares of £ 0.0001 each 50,000 - Number £'000Ordinary shares of £ 0.0001 each: issued on 31 March 2006 for cash 24,450,000 3 issued on 25 May 2006 for cash 5,770,000 - Issued on 23 October 2006 for acquisition of Ascend 9,300,000 1Ventures Limited Issued on 21 December 2006 on placing for cash 25,673,238 3 Issued on 11 January 2007 for investment to Rising 4,068,140Technology At 30 June 2007 69,261,378 7 WarrantsIssued on 21 December 2006 on placing 25,673,238Exercised during the year - At 30 June 2007 25,673,238 OptionsIssued on 22 May 2006 1,170,000Issued on 23 October 2006 8,400,000Issued on 21 December 2006 651,932 At 30 June 2007 10,221,932 10. Earnings Per Share Numerator 6 months to 6 months to Year ended 30 June 30 June 31 December 2007 2006 2006 £'000 £'000 £'000 Loss for the period (261) (414) (7,398) Earnings used in basic EPS and diluted EPS (261) (414) (7,398) Denominator 30 June 30 June 31 December 2007 2006 2006 number of number of number of shares shares shares Weighted average number of shares used in basic and 69,036,619 13,186,667 32,333,027diluted EPS Basic and diluted earnings per share (pence) (0.38) (3.14) (22.90) 11. Reserves Share based Share Merger Warrant Retained Total payment reserve premium reserve reserve earnings £'000 £'000 £'000 £'000 £'000 £'000 Proceeds on share issues for - 1,030 - - - 1,030cash Share issue costs - - - - - -Share-based payment expense 301 - - - - 301Share for share exchange* - - - - - -(Loss) for the period - - - - (414) (414) At 30 June 2006 301 1,030 - - (414) 917 Proceeds on share issues for - 6,669 - 6,162 - 12,831 cashShare issue costs - (701) - - - (701)Share-based payment expense 742 - - - - 742Share for share exchange* - - 4,649 - - 4,649(Loss) for the period (6,984) (6,984) Opening position as at 1 January 1,043 6,998 4,649 6,162 (7,398) 11,4542007 Proceeds on share issues for - 2,034 - - - 2,034cashShare issue costs - - - - - -Share-based payment expense 258 - - - - 258Share for share exchange* - - - - - -(Loss) for the period - - - - (261) (261) At 30 June 2007 1,301 9,032 4,649 6,162 (7,659) 13,485 * On acquisition of Ascend Ventures Limited 12. New Investments In July 2007, Origo Sino-India Plc extended a 2nd tranche investment ofUS$500,000 to Possibility Space Incorporated ("PSI") to fulfil an outstandingobligation under a certain share subscription agreement entered into with PSI inFebruary 2007. In July 2007, Origo Sino-India Plc entered into an agreement with PossibilitySpace Incorporated ("PSI") under which Origo was granted the option to subscribefor 1,000,000 ordinary shares before January 11, 2008 for a total subscriptionprice of US$1 million. In July 2007, Origo Sino-India Plc invested US$60,000 to acquire 7% of theissued share capital of Bach Technology AS ("Bach"). In August 2007, Origo Sino-India Plc announced a share subscription agreementunder which Origo Sino-India will invest up to US$10 million for approximately3% of Fomento International Ltd ("FIL"). In August 2007, Origo Sino-India Plc extended a convertible note of up to US$2million and issued the first instalment of US$500,000 in favour of RoshiniInternational Bio Energy Corporation ("RIBEC"). This information is provided by RNS The company news service from the London Stock Exchange